resignation of board members

[Guest Dan]

Does the written resignation of a board member need to be accepted by the membership as a whole, or may the remaining board accept the resignation by recording it in the board minutes? Board members are elected by the membership, but the question becomes: Is the acceptance of a written resignation merely a formality of recording, opposed to the possiblitiy of rejecting the resignation? It seems unlikely a rejection (more precisely, a failure to obtain a majority vote of the membership) could "force" the resigning board member to remain seated. Cooments appreciated. RONR sightings on the issue would be helpful. Thanks you.

[jstackpo]

The rule appears to be that whatever body is authorized to fill (somehow) the resulting vacancy has the authority to accept (and thus make official) the resignation.

If no such authorization exists in the bylaws, the default is the general membership, presuming they did the initial election.

[Guest Thank you]

Thank you for your response. Can you sight a RONR section on this? To add to the above, we are a 12 member co-op. The acceptance of resignation is being handled through mail -in signature forms (allowed in our bylaws). There is a section in our bylaws that designates the remaining board members as authorized to appoint someone to fill the vacancy created by the resignation, for the remaining period of the resigning member's term. Do you feel this is sufficient documentation?

[Joshua Katz]

7 minutes ago, Guest Thank you said:

There is a section in our bylaws that designates the remaining board members as authorized to appoint someone to fill the vacancy created by the resignation, for the remaining period of the resigning member's term. Do you feel this is sufficient documentation?

Yes.

[Josh Martin]

2 hours ago, Guest Thank you said:

Can you sight a RONR section on this?

“The power to appoint or elect persons to any office or board carries with it the power to accept their resignations, and also the power to fill any vacancy occurring in it, unless the bylaws expressly provide otherwise. In the case of a society whose bylaws confer upon its executive board full power and authority over the society's affairs between meetings of the society's assembly (as in the example on p. 578, ll.11–15) without reserving to the society itself the exclusive right to fill vacancies, the executive board is empowered to accept resignations and fill vacancies between meetings of the society's assembly.” (RONR, 11th ed., pg. 467)

3 hours ago, Guest Dan said:

Does the written resignation of a board member need to be accepted by the membership as a whole, or may the remaining board accept the resignation by recording it in the board minutes? Board members are elected by the membership, but the question becomes: Is the acceptance of a written resignation merely a formality of recording, opposed to the possiblitiy of rejecting the resignation? It seems unlikely a rejection (more precisely, a failure to obtain a majority vote of the membership) could "force" the resigning board member to remain seated. Cooments appreciated. RONR sightings on the issue would be helpful. Thanks you.

It is of course correct that the assembly cannot force a board member to remain seated. It is ordinarily a formality, however, an assembly might reject a resignation in order to pursue disciplinary action instead.

Edited August 22, 2018 at 10:59 PM by Josh Martin

[Guest Murline Staley]

If a member is going to take a leave of absences does it have to be voted on?

[Josh Martin]

On 8/30/2021 at 3:41 PM, Guest Murline Staley said:

If a member is going to take a leave of absences does it have to be voted on?

For future reference, please post a new question as a new topic, even if there is an existing topic on a similar subject.

In any event, however, RONR does not define what a "leave of absence" is, and therefore has no rules pertaining to voting on such leaves of absence. If you have further questions on this topic, it may be helpful to define exactly what it is you mean by a "leave of absence."